Shinobi Sleepover
by ZoroTheBlue
Summary: The men of Konoha have a sleepover at the Academy. Will they be able to handle all of the testosterone? Kakashi/Naruto, Gai/Kiba/Naruto, and other pairings.
1. Chapter 1

Disclaimer: I do not own Naruto

The sun set over Konoha, sending orange rays flying across the streets. Many shinobi began to head home, finished with their missions for the day.

Kakashi Hatake sat by his open window, staring at the colorful streets below. He wore nothing but a robe (and his traditional face mask), which lay open, revealing his large penis and silver hair.

Clothes lay strewn across the room, and a wet towel was crumpled at his feet.

Kakashi spotted Asuma Sarutobi on the street below, sweat pouring down his face and soaking his shirt. Kakashi's cock twitched as he licked his lips.

_Damn…_As Asuma disappeared from view, Kakashi palmed his hardening dick, sucking in a quiet breath. He sat up, and brought his other hand down as well. Kakashi closed his eyes, picturing Asuma in front of him, baring it all, jacking his large-

_Knock Knock Knock. _Kakashi froze. _Knock Knock Knock._

The man quickly stood and wrapped the robe around his body, willing his erection to go down.

"Master Kakashi!" Naruto's voice yelled as the silver-haired man opened the door. The blonde boy stood clad in a tight black t-shirt and orange boxers. Kakashi's eyes widened as he took the sight in. "Master, where have you been? Don't you know what time it is?"

"Naruto…what are you doing here?" Kakashi asked slowly. _Especially looking so appetizing_, he wanted to say.

Naruto let out a groan, "Master, how could you forget?! Tonight is the Shinobi Sleepover! We're supposed to be there right now!"

"Shinobi…sleepover?"

"Yes! It's where all the shinobi from our year get together with their teachers for a big sleepover. We participate in games and contests to fund the Academy."

"A sleepover? Really?" Kakashi said in disbelief. _That explains those god forsaken boxers, though. _

"Don't complain Master, you agreed to it last week!" Naruto shouted.

Kakashi put his hands up in defense, "Ok ok, I'll go, just stop yelling. Let me go change into some pants"

"No, you're supposed to wear your sleeping attire. It's a sleepover, after all, see?" Naruto said, indicating his boxers. Kakashi sighed, and nodded.

"Alright, hold on, let me at least put some underwear on"

Naruto's jaw dropped a little. Did he hear that right?

!!!

The Konoha Academy was lit up especially for the event. Team's 7, 8, 10, and even Team Gai were attending. All of the Kunoichi's were sleeping in the Hokage Mansion (the perks of having a female Hokage), while the males were in the Academy.

Naruto and Kakashi entered the tall building to be greeted by Iruka and Shikamaru, both wearing a pair of boxers and a t-shirt, similar to Naruto. Iruka's boxers were blue with dolphins sprinkled across while Shikamaru's were a dark brown.

"Kakashi, Naruto, glad you two could make it," Iruka said with a grin. "Just head over to classroom 2-1 with the rest of the guys."

Kakashi stared down at his pajama bottoms as he walked up the steps to the second floor. What was he thinking when he agreed to this last week?

Naruto slid open the door to reveal a number of men inside. Choji, Kiba, and Shino sat at desks together at the very top of the room. Sai and Yamato were leaning against the lowest desks in the room. Neji, Gai, and Lee were all just entering as well.

"My rival!" Gai shouted as Kakashi and Naruto stepped inside. The silver-haired man's eyes widened as he took in the enthusiastic master and his student. The two were wearing just a pair of tight green briefs and fuzzy green slippers.

"Bushy-brows, nice!" Naruto said as he gave Lee two thumbs up. Kakashi watched the blonde-haired boy beginning to pull of his shirt.

"Naruto, don't even think about imitating them," Kakashi whispered to his student as he passed by. _Otherwise I wouldn't be able to help myself_.

Neji sighed, pulling his robe even tighter around his body. "I regret being on this team now more than ever," he said.

_Gai must be really strict. He even got Neji to wear that stuff? _Kakashi thought as he looked the Hyuga up and down.

"Alright, almost everyone is here, let's commence the official Shinobi Sleepover," Iruka called out as he and Shikamaru entered the classroom. "We'll start off by getting into groups of three. Then, I'll explain the scavenger hunt."

Kakashi groaned internally. Really? A scavenger hunt? Apparently, Kiba felt the same way.

"What! A stupid scavenger hunt? What are we, academy students?" Kiba yelled as he stood up in his seat. Iruka glared at the dog ninja for a short moment. Kiba sat back down.

"All of us, including Shikamaru and myself will be participating in this first activity. Shikamaru, go ahead and announce the teams," Iruka said, stepping back and motioning to the Nara. Shikamaru sighed, and took a step forward.

"The teams are as follows," He said, pulling out a small sheet of paper. "Team 1, Naruto Uzumaki, Might Gai, and Inuzuka Kiba."

"Yes! Let's use the power of youth in all of us!" Gai shouted, punching the air. Kiba shook his head as he walked down towards the man and Naruto.

"Team 2, Iruka Umino, Choji Akimichi, and Neji Hyuga."

Choji followed Kiba down as Neji and Iruka exchanged greetings.

"Team 3, Sai, Shino Aburame, and myself," Shikamaru said in a monotone.

Shino was the last to walk down the stairs as he took his place next to the shadow ninja. Sai chuckled as he looked as his two teammates.

"And that just leaves Team 4, Kakashi Hatake, Rock Lee, and Yamato." Shikamaru closed the scroll, and looked up.

"Finally! I get to work with the great copy ninja, Master Kakashi!" Lee shouted, similar to his master. Yamato waved to Kakashi as he approached.

"Now that we're all paired, lets go over the scavenger hunt. Each team will be given a list of items that you must locate in the Academy. You will have two hours to find all of the items and bring them back here. Whoever has found the most items by the end wins a prize," Iruka explained, handing out sheets of paper to each team.

"Hold on a second, how are we supposed to believe you don't know where the items are?" Kiba asked, pointing toward Iruka. The man looked up.

"Oh, I'm not the one who created the scavenger hunt. It was Asuma," Iruka replied. Kakashi's eyes widened. That explained where the Sarutobi was this whole time. "Now, is everyone ready?"

All the teams either nodded or grunted. Gai and Lee both shouted in joy, as usual.

"Ok, the scavenger hunt has officially begun!" Iruka yelled, chopping his hand through the air as he said the last word.

On cue, every man in the room disappeared along with their team in a flash, except one.

Gai, Kiba, and Naruto stood in the now empty room, the blonde boy examining the items.

"Man, the Hokage Headdress? Does Asuma really expect us to find this stuff in the Academy?" Naruto wondered aloud.

"Who cares, lets just do it and win!" Kiba said enthusiastically as he headed for the door.

"Not so fast, boys! As long as you're on my team, you'll follow my rules!" Gai said, putting a hand on both of their shoulders.

"What do you mean?" The brunette asked, bringing a hand down to adjust the noticeable package in his boxers.

"A true shinobi dresses appropriately when he must move at his fastest speed. Baggy boxers and a t-shirt will just slow us down," Gai continued, nodding to both of the boys. The teenagers raised an eyebrow. Gai went through his backpack that sat on a desk, and pulled out two pairs of briefs, one orange and one red, just for the two boys. Kiba groaned, but Naruto cheered. "Team 1 will move in specific attire. Put these on, and then we can begin."

"You've got to be kidding," The Inuzuka muttered. The other teenager just grinned.

Naruto immediately pulled off his boxers, causing Kiba to shake his head. The boy was tan around that area too, especially his long penis that looked good framed by a patch of blonde pubic hair. His tool flopped around as Gai handed him the orange briefs that he pulled up his legs.

At the same time Kiba already had his boxers down, examining the red underwear he was given. His cock was half-hard for some reason, but was slowly going down. Naruto noticed this, and chuckled.

"Sheesh Kiba, I can't believe you got wood just from seeing me naked," Naruto cried, laughing at the brunette. Kiba growled at the other boy.

"You wish, bonehead. A rock wouldn't get hard for you," The dog ninja replied. Despite this though, his penis lifted up just a little bit.

"It looks to me like your cock is thinking differently. You want more, then?" Naruto yelled, grinning. He pulled down the underwear just below his balls so his family jewels were revealed once again. He shook them around a bit so his penis slapped against his tanned thighs.

"Shut the hell up, asshole. It's not that," Kiba turned away as his dick was fully hard. Naruto was still laughing, but Gai silenced him.

"Naruto, that's enough," Gai said, "Kiba, I know you can't help it."

Kiba glanced back at Gai, and nodded. Naruto looked between them confused.

Gai sighed at the oblivious boy, and explained, "Naruto, you know that Kiba has an extremely heightened sense of smell, correct?"

Naruto nodded, a grin plastered on his face, "yeah, I totally used it against him during the Chunin exams!" Kiba scowled.

"Yes, and as you have seen, this unique talent has been both a benefit and a downfall. It affects his body. So, being in a room full of half-naked, testosterone-laden men is not helpful. If you were born with the Inuzuka clan's unique ability, you would be reacting the same way. Kiba can't help it, because even if he doesn't want to, he is affected by all the testosterone that was filling the room," Gai explained, sucking in a breath when he finished. "Not to mention Naruto, you pulling down your pants and being…a man didn't really help his predicament."

Naruto squinted after the long explanation, but nodded. "I see…well, that's pretty embarrassing Kiba."

The dog ninja snorted in response, "Ya think? You guys should just go on ahead while I…wait for this thing to go down."

Kiba turned around, the long pole between his legs swinging along with him. He pulled the briefs up and tried to cover as much as he could. Naruto did the same, and crossed his arms, turning to Gai.

"I don't think so. I refuse to leave a teammate behind." Gai replied.

"What, so you want me to go out there with a boner? In front of all the other guys?"

Gai looked down in thought, "I guess you can't do that either…well, I guess the last thing you can do is…take care of it?"

Naruto burst out laughing once again as Kiba blushed.

"You're out of your mind. Not in front of you two, definitely not." The dog ninja glared at the older man.

"Don't worry, we'll wait outside."

Kiba stood there in thought for a moment, "…Alright, but you can't come in until I say so, got it?"

Gai nodded, and Naruto snickered.

"Please just…hurry, though" Gai remarked as he pushed Naruto out of the room, closing the door behind him. Kiba sighed, and looked down at the briefs. The head of his penis was sticking out the bottom.

He slowly brought a hand down to tease the head, and his body exploded in pleasure.

"God, yes…" Waiting so long made Kiba much more sensitive to touch.

The dog ninja slowly began to palm his underwear, rocking his hips a bit to add friction. He moaned as quietly as he could as he leaned back on a desk.

Outside, Naruto and Gai stood against a wall. Gai was adjusting his briefs and slippers while Naruto began to shift around a little. The older man glanced at him, and the blonde boy stopped. Gai raised an eyebrow and looked down the hallway.

He heard Naruto shift a little more, and this time he heard Naruto's waistband snap against his skin as the boy pulled it. Gai looked back at him and stared for a long moment. There seemed to be something long and hard in the boy's underwear. Naruto had a boner as well now. He noticed Gai looking at him, and tried to turn away. The older man sighed, and stood up.

"You too, Naruto?" Gai asked. Naruto didn't say anything. "Don't be ashamed, it's the powerful youth in you that brings these things about! We should embrace them!"

Naruto turned to the man, "It's not my fault! I just…haven't…let go in a while. Knowing Kiba's in there…doing…what I need to do…it sucks."

"Like I said, don't be ashamed. If it makes you feel any better, I too am a little…aroused by this situation. The power of youth can be overwhelming sometimes!" Gai replied, patting his thick penis that was visible through the underwear. Naruto looked down at it, and his erection grew just a bit more.

_Damn, now even Master Gai is turning me on? _Naruto looked away, adjusting the briefs so his cock wouldn't stick out. Despite this, the head of his dick popped out of the waistband. Gai noticed this, and cleared his throat.

"Naruto, maybe you should…take care of yourself as well," The older man said. Naruto looked at him skeptically.

"…Ok…but I'm not going in there with Kiba, and I'm not gonna let the other guys see so…" Naruto trailed off, even blushing now.

"Go ahead and do it here. I won't watch, I promise. Just pretend I'm not even in the hallway," Gai said, turning away from the teenager. Naruto hesitated, but when his cock twitched against the material, knowing Gai was right there, he was turned on even more.

"Alright…" Naruto violently pulled his briefs down, and began to stroke his tan cock. He let his back fall against the wall, and his hips jutted out. The two smooth balls covered in blonde hair slapped loudly against his thighs.

Another loud noise caught his attention. Kiba was now moaning out loud in the classroom as he did just what Naruto was doing. The boy grunted, and sped up his movements, beginning to breath heavy.

Gai swallowed, and he bit his lip. _Control yourself, Gai! Don't let the youth take advantage of you!_

However, his thick meat began to grow longer. The green briefs became tight. Kiba moaning inside, Naruto's loud movements right behind him. He knew he should take his own advice, and realize anyone would have the same reaction.

Gai couldn't help reaching down to caress the tight underwear. He ran his hands along the rock hard shaft that was trapped inside his briefs.

Naruto noticed Gai was doing something too, but he couldn't stop himself. The situation was too much for him now.

And so, the three shinobi started off their Scavenger Hunt with a nice, healthy masturbation session.


	2. Chapter 2

Disclaimer: I do not own Naruto

Note: Sorry this came out so late! It's a bit rushed, because I didn't have much inspiration. This one is a little shorter, because I'm switching computers. I hope you all had a Merry Christmas!

Kakashi, Lee, and Yamato appeared in an empty classroom. The sign above the door said 3-1, indicating that they were a floor above the starting point. Kakashi pulled out the list of items they had to find, and the other two examined it.

"The first item is a bar of soap…" Yamato said, scratching his head. He wore a loose shirt and boxer briefs. Kakashi groaned internally, _I'm spending my night searching for bars of soap?_

"The bathroom!" Lee shouted, running into the hall. The older men said nothing, following him out.

Lee entered the bathroom down the hall, and looked toward the sink. There were no bars of soap in sight. Kakashi and Yamato entered as well, and Lee turned toward them, shaking his head.

"It seemed too obvious to begin with. Let's think of this carefully," Kakashi said, looking at the other two men. They both nodded. "Where, other than a bathroom, could a bar of soap be?"

"There are showers in the training hall, correct? Perhaps we should look there," Yamato suggested as they left the bathroom.

"Good, but that's still pretty obvious…any other ideas?" Kakashi replied.

"I do recall Master Iruka having soap in his desk. He made students bite on it when they misbehaved," Lee suggested.

"Ah, good idea Lee," Yamato said, grinning.

"Indeed. You two can go ahead and search the showers if you want, but meet me back here. I'm going back downstairs to Iruka's classroom to search there," Kakashi explained.

Lee and Yamato nodded, and the three men once again teleported away.

The Academy's training house was filled with older shinobi most of the time, instead of students. Therefore, the locker room and shower area was quite vast, enough to hold a couple dozen people.

Yamato and Lee appeared at a long row of lockers in the men's room. An entranceway leading to the shower room was just at the end of the row.

As the two men began to walk toward it, they could hear a shower running. They looked at each other.

"Who could be using it at this time of night?" Lee asked in a whisper. Yamato shrugged, and waved his hand in the direction of the showers. They quietly walked over, and peeked around the corner.

Lee apparently didn't care about the sight before the, but Yamato wasn't as subtle. The older man gasped, and blushed a deep scarlet.

Water beat down on the skin of a naked Asuma Sarutobi. The hairy man had his eyes closed, facing toward Lee and Yamato. They could clearly see the large chest and muscles that the Sarutobi displayed. The man's cock, which hung down low over a set of balls, was the most noticeable thing.

Asuma pressed his hand against a soap dispenser, receiving a large amount of amber liquid. He began to run his hands all over the hairy body, groping certain parts with vigor.

Yamato and Lee both looked away. The older man had a bit of a nosebleed.

"Lee, how about you look for the soap? I'll go help Kakashi," Yamato said, forming the seals and teleporting away. Lee, oblivious as he was, failed to notice the large tent in the man's pants.

Apparently, Yamato couldn't handle this situation. Lee wasn't any more comfortable, but he wasn't afraid of a naked man. The dark-haired teenager quickly composed himself, and entered the showers.

"Hello, Master Asuma!" Lee nearly yelled. The older man's eyes widened, and he grabbed a washcloth off the shelf above him, covering himself down below.

"L-Lee! Why are you here?" Asuma asked, a blush rising.

"I apologize, Master! I was merely looking for a bar of soap!"

"Oh…the first item on the scavenger hunt? Sorry kid but…there's only dispensers down here…"

"I see...Why are you here, Sensei?"

"I was washing up after my mission. I'm getting ready for the second activity," Asuma seemed a bit more comfortable now, removing the washcloth and placing it back on the shelf.

Lee couldn't help himself, his eyes falling downwards to zone in on the man's genitalia. Asuma noticed this as it continued on for a while, and cleared his throat.

"Um…do you need something, Lee?"

Lee snapped out of his daze, and looked back up.

"I apologize once again Master! You have a very…nice penis!" Lee said, standing up straight.

Asuma chuckled, _only this kid would say something like that. _"Well, thanks then, Lee. I'm sure you have a very nice one too. Now, if you don't mind, Im gonna get back to my shower…" The older man turned around, grabbing shampoo.

"Thank you, sir! I will see you later!"

The younger man teleported out of the room, leaving Asuma alone once again.

The Sarutobi rubbed shampoo in his hair, and looked down at the monster between his legs. He chuckled a bit, pride rising up in his chest.

!!!

Yamato appeared in room 3-1 once again. He sat on the nearest desk, and sighed, covering the bulge in his boxer-briefs.

_Come on, Tenzo. You see a guy naked, and you immediately get a hard-on? What were you supposed to do for the rest of the night? _He thought, staring down at his lap.

His hands started to feel good over the erection, tempting him to rub it, so he quickly removed them, putting them on the desk. Yamato's bulge was in plain sight now, the man hoping for it to go down soon.

"Master?" Lee asked as he entered the room. The young man was staring right at Yamato's lap.

!!!

"Kiba? What the hell?" Kakashi asked as he appeared in classroom 2-1.

There was Kiba, red briefs down to his knees, hand wrapped around his erect dick. As soon as Kakashi entered though, the boy stopped immediately. It only took him a second to process the situation.

"Shit! Master Kakashi?" Kiba quickly pulled his underwear up, and headed for the door. "S-sorry, I gotta go," The young Inuzuka was way too embarrassed to stay in the room any longer. He quickly opened the door, backed out, and shut it.

Kakashi heard a yelp from outside, and sighed. Great, way to go Kakashi, walk in on one of your students jacking off.

The man walked over to Iruka's desk, and opened the top drawer. There were a couple of pens and paper, but no soap. He slowly checked each drawer below it, until finally finding a white bar of soap in the bottom drawer. Kakashi took one more look at the door, and teleported out of the room.


	3. Chapter 3

Disclaimer: I do not own Naruto.

Kiba closed the door to room 2-1, his face a deep scarlet color. He turned around, and let out a yelp.

Naruto was currently doing what Kiba had just done. The blonde boy's underwear was discarded on the floor, and he was basically humping his fist.

Gai leaned against the wall behind him, facing away from the boys. Judging how his hand was moving, though, Kiba could tell the older man was jacking off as well.

Both Shinobi turned to look at Kiba as he came out of the room. Gai stopped immediately, turning around. His hard dick was stretching the fabric of his green briefs immensely.

"Kiba? Er, are you done, then?" The older man asked, a blush rising on his face as well.

Naruto, however, only stopped his hand, "Hey, what's the big idea? I was almost done!"

Kiba ignored Gai's question for a moment, and turned to the blonde boy, "shut the hell up, it's not my fault. Kakashi walked in on me, and I had to get out o there."

"W-what? Did he say anything?" Gai asked, his mouth hanging open.

Kiba shook his head, "No...I kinda ran out of there before he could say anything."

"Ch, way to get caught Kiba," Naruto teased.

"I told you a million times to shut up, idiot. Besides, you're the one who hasn't stopped jacking off!" Kiba retorted, indicating the boy's hand and penis.

"Hey, just because you didn't get to finish means I have to stop!"

"Naruto...er...you aren't exactly helping," Gai added, clearing his throat.. Naruto looked toward his teacher, and sighed. The boy picked up his orange underwear and put them back on, stuffing his boner into the thin material.

"So what are we supposed to do now, then?"

"Well...we should probably start the scavenger hunt. Believe it or not, 30 minutes have already passed."

"Fine, but what about-"

"Who cares about these damn boners? There are only guys in this building, and I'm tired of waiting around," Kiba said. Gai looked at him in shock. Just a few minutes ago the boy was saying there was no way he was going around with a boner.

"Kiba is right, we can't just stay here. If we run into another group, we'll just try our best to hide anything...obvious," The black haired man said. "Sound good?"

The two boys looked at each other, and then nodded. Gai pulled out the list, and they all examined it.

!!!

"Master?" Lee asked again. "There was no soap down there, did you find any?"

Yamato was quiet for a second, and then spoke, "Uh, no..."

Suddenly, Kakashi teleported into the room as well. He took notice of Yamato's bulge, but ignored it. Lee noticed the soap in his hand.

"Ah! Master Kakashi! You found the first item!"

"Yes...it was where you said it would be, Lee. Good job," The silver haired man grinned under his mask. "Now, to the next item."

Yamato stood up, trying to walk normally, and examined the list with the other two.

"The next item is..."

!!!

For the next hour and a half, the men in the academy were focused on finding the remaining items.

By the end of the two hours, teams two, three, and four were all back in classroom 2-1. Asuma stood at the head of the crowd, wearing an undershirt and a pair of red briefs.

Gai's team teleported into the room last, their erections all gone by now. Everyone got settled, and then looked toward Asuma.

"Okay, so the first activity has come to a close. Let's see the results, and declare the winner. Each team, please hand me your bag of items," Asuma said loudly. Each group handed him a bag full of different objects.

Asuma placed each bag on Iruka's desk, and began to count the number of items in each one. The men in the room waited anxiously. Kakashi couldn't help but staring at the firm butt flexing in those red briefs that Asuma wore. The silver haired man's eyes were drawn back to Asuma's face as the hairy man turned around.

"The results have been collected. The winner of the first activity is...Team 2! Iruka, Choji, and Neji, congratulations!" Asuma yelled, motioning towards the three men in the front.

The men in the room reluctantly clapped for the team, some muttering about the unfairness of having a Hyuga and a Teacher on the same team.

"They will have an advantage in the next challenge, so try your best, everyone!"

"What is the next activity anyways, Master Sarutobi?" Yamato asked.

"That will have to wait just a second, Yamato. First, let's welcome our two new players."

As Asuma spoke, the door opened, and two very tall men stepped in.

Jiraiya and Ibiki closed the door behind them as they walked inside. Both were wearing a simple pair of boxers.

"Pervy Sage?" Naruto questioned.

"Whoa! It's that insane proctor from the Chunin Exams..." Choji whispered to Shikamaru, who nodded.

"Jiraiya and Ibiki will be joining us for the remainder of the night. Ibiki will now announce the teams for the second activity," Asuma proceeded to join the rest of the men just as Jiraiya did. Ibiki stepped into his place.

"So, the second activity is...A Rock-Paper-Scissors tournament..." Ibiki said dully, examining the paper he had taken from atop the desk. A few of the men were confused at the simplicity of the task. "We'll be in three different brackets to start, with five men in each one. Each member from Team 2 will automatically go to the final round of each bracket."

Iruka, Choji, and Neji all grinned.

"Now let's announce the brackets. In the first bracket, we will have Kakashi versus Asuma, Shikamaru versus Shino, and Neji. Second bracket, Kiba versus Yamato, Sai versus myself, and Iruka. Third Bracket, Gai versus Naruto, Lee versus Jiraiya, and Neji." Ibiki said as every man got into his group. "It will be best out of three for each match."

Kakashi almost moaned as he stood next to Asuma, who's briefs were so tight, radiating such a heat.

"Before we begin, though, I'd like to make one last announcement. Since this a fundraiser, there will be a twist."

Every man in the room was quiet as Ibiki went on.

"The first activity was to search for items. Every item we found earned us five dollars towards the academy. And with the second activity, the Hokage has decided to try a different approach. If you lose the very first round you're in, you must strip off all your clothes, and put them in this box. Each piece of clothing donates ten dollars to the academy," Ibiki explained, indicating a brown box behind him on the desk. Many of the men gasped, and some groaned.

"What! That's not fair at all!" Kiba yelled.

"C'mon!" Naruto whined.

"Furthermore, the members of Team 2 will not have to strip at all. Even if they lose their final round, they will have no consequences."

"Hmm..." Sai muttered.

"What a nuisance...this means six of us will have to strip!" Shikamaru shouted. Ibiki nodded.

"One final note. There will be three winners, as well as three men who lose their second round. The winners will get to choose one of you, the second round losers, to completely strip as well. In the end, only five of you will remain with your clothes intact, and the other seven...well...you'll have a chance to retrieve your clothes in the third activity."

Everyone groaned once again.

"That's enough whining, let's begin!"

Everyone went to face their first opponent reluctantly. Neji, Iruka, and Choji stood off to the side.

Kakashi and Asuma turned to each other. The hairy jonin grinned at Kakashi.

"Well, may the luckiest man win...and the other one strip," Asuma said, with a chuckle.

"Rock, Paper, Scissors, Shoe!" They both shouted. Asuma had paper, Kakashi had scissors. Asuma frowned, and they went again.

Over on the other side of the room, Naruto was jumping up in joy. He had won his match against Gai already.

"Ha! Take that! No stripping for me!" Naruto cried.

Gai didn't look upset at all, just determined, "I see Kakashi has taught you well! Very well then, if it's for the academy, I'll do it!"

The raven haired man proceeded to remove his slippers, and slide his frog-colored briefs to the ground, tossing both items in the box. A few men looked over, and Naruto took notice that the man really was big. His hanging penis looked to be about five inches while soft.

"Agh...shit...what a nuisance..." Shikamaru muttered. Shino, almost breathing a sigh of relief from his victory, went to stand in the corner.

The brunette Nara pulled off his shirt and boxers as slow as possible, but in the end was in the same state as Gai. The teen was surprisingly hairy, and he had two big globes hiding behind the medium sized cock.

Kakashi had lost the second match, meaning this one was the final judgment. Asuma glanced over at his nude student for a moment, before turning back to Kakashi, chuckling.

"Rock, Paper, Scissors, Shoe!" Kakashi closed his eyes as they said the final word, too scared to see the outcome. He just heard Asuma chuckle. The silver-haired man opened an eye, and looked down at the result. His heart sank immediately. Asuma had won.

"Don't be afraid Kakashi, it's just a little skin!" Asuma chortled, pounding Kakashi on the back as the silver-haired man walked by.

Kakashi reluctantly pulled of his shirt and pajama bottoms. He had a perfect patch of silver hair above his light colored cock, which pulsed noticeably. He kept his mask on as he threw everything else into the brown box.

Gai, Shikamaru, and Kakashi were forced to stand naked next to each other, waiting until the whole activity was over.

In a matter of minutes Sai, Yamato, and Lee had joined them, Yamato trying to cover his growing erection, and Lee obliviously staring at each man's hanging dick.

Now it was Asuma versus Shino, Kiba against Ibiki, and Naruto versus Jiraiya.

The finalists were quickly decided, as Asuma and Shino rushed through their match. The Aburame boy had lost, but luckily he didn't have to do anything yet. Kiba was scared to the point of shaking while facing the intimidating Ibiki, but in the end he won. The older man glared at him for a second, then went to join Shino. Finally, Naruto and Jiraiya finished their last match, and the blonde boy let out a groan. The white-haired sage had won the final battle, and he grinned, teasing his student.

Shino, Ibiki, and Naruto, the lucky ones for now, took seats at a row of desks without stripping.

Neji got up, and went to Jiraiya's side. Asuma welcomed Choji with a clap on the back, and Iruka got ready to face Kiba.

"Alright, let the final matches begin!" Ibiki shouted.

Each team went at it. This time, it was best out of five.

The six naked men stood there, trying to ignore the fact that they had no clothes. Lee was chatting excitedly to Gai, and it looked as if they were comparing penis sizes. The younger boy lifted up his penis, pressing it against Gai's to see who was longer. Obviously, the older man had him beat, but Lee just began to ask more questions.

Yamato turned around, completely aroused by the lack of clothes, and Lee and Gai's actions.

"Yes!" Kiba shouted. He was officially a winner.

In a matter of seconds, Jiraiya and Asuma joined him in his victory.

Iruka, Choji, and Neji, fortunately, didn't have to remove any clothing, so they went back to sitting on the teacher's desk. Ibiki went to stand in front of them, Naruto and Shino following behind.

"That was much faster than expected. Great job, everyone! Now the time has come for the winners to choose one of us," he motioned to himself, Naruto, and Shino, "to be the last man to strip."

Jiraiya, Asuma, and Kiba analyzed the three. After a while, they huddled together, whispering excitedly. All three looked up at the same time, a grin plastered on each one's face.

"Well...as much as we would like to give Ibiki a taste of his own medicine..." Asuma said with a chuckle.

"And as much as I would like to torture Shino..." Kiba continued.

"We have chosen Naruto," Jiraiya finished, pointing to the blonde boy.

"What!? Kiba, you bastard! You too, Pervy Sage?" Naruto groaned.

"You don't have a choice, kid. Just shut up and strip, so we can get to the next activity," Ibiki said, shoving him.

Naruto scowled, but quickly pulled down his red underwear, tossing it into the box, and went to stand next to a naked Lee.

"Naruto! I see you have decided to join us!" Lee shouted.

"Yeah, whatever," The blonde boy replied, crossing his arms.

Lee, attempting to cheer Naruto up, said, "you have a very nice penis too, Naruto! Don't be ashamed in front of us!"

"Uh...thanks," Naruto took a glance at Lee's genitalia out of curiousity "you too, I guess."

"Alright, enough chit-chat, we'll take an hour break. There's some food over here," Ibiki announced. The brown box on the teacher's desk was gone, and in its place was a number of trays filled with food.

"We have to...stay like this?" Yamato asked, turning around with a questioning look. Ibiki nodded.

"Now, while you all eat, I'll be taking Iruka, Choji, Neji, and Shino with me to prepare the next activity. Be ready in 60 minutes," Ibiki said, leading the four men out of the door.

"Bastard..." Kakashi muttered.

Asuma, Jiraiya, and Kiba all headed over to the food, picking out some items and devouring them in hunger. Shikamaru followed Kakashi over to the table as well, both men having given up on covering themselves.

"Master Yamato, why do you cover yourself up?" Lee asked aloud as the rest of the men went to get food.

Yamato looked toward Lee as they walked together. He still hadn't answered when they reached the table with the rest of the men.

"Yeah, relax Yamato, it's not like we haven't all seen another guy's dick before," Asuma said. Yamato's hands still stayed clasped on his genitalia.

"Yes, come on Master, you can do it!" Lee yelled from off to the side. Now most of the men were waiting for Yamato to remove his hands.

_Shit! What will they say when they see it? Damn it, I should have never come...._Yamato thought sadly. With a deep breath in, he removed his hands, and let his erection fly up into the air, bobbing up and down for a few seconds.

Everyone was quiet. Finally, Lee stepped forward, and poked Yamato's boner.

"Master...it's...long...and...hard...how did you do it!?" Lee asked, looking up at brunette.

"Shit...I'm embarrassed for him..." Shikamaru muttered.

Jiraiya whistled, "guess he couldn't control it."

As most of the men just shook their heads and walked away, Asuma felt a stab of sympathy for Yamato.

"Hey, come on guys. I mean...we all get boners, right? And we all know that sometimes they don't come at exactly the best time. Yamato just happens to be in the same situation. Cut him some slack," Asuma lectured them. Some of the guys nodded in agreement, including Kakashi and Kiba.

As everyone dispersed to go eat their meal, Kiba walked up the Yamato with a sympathetic smile.

"If it makes you feel any better, Master, I couldn't help it earlier too. I had a boner for almost the entire first activity, until we got here. So...just relax. It may not be the best thing having your hard dick paraded in front of everyone, but the guys here are good, and they understand," The Inuzuka boy explained. Yamato blinked in surprise. He had never heard the boy be that kind about something before.

"Yeah...thanks a lot Kiba. I'll just try to relax," Yamato replied. Kiba nodded, and went back to sitting with the rest of the men.

Soon, none of them were talking, all busy with getting food into their stomachs before the rest of the night.

What seemed like an hour was only 15 minutes. The men still had another 45 until Ibiki and the others returned.

As Naruto finished his food, his hand's roamed around inside the desk. It hit an object, and he pulled it out to reveal a complete deck of cards.

"Hey, check it out," Naruto said. The others looked up at it.

"Sweet!" Kiba responded.

"Aha! A card game! Great idea, Naruto!" Gai shouted.

The men all gathered in a circle on the slope of desks.

"What game shall we play?"

"How about..."

"Go fish..." Sai suggested.

"Poker."

"How about war?" Yamato finally suggested. The men took a moment to consider it, but they finally agreed on the last suggestion.

"Alright, so war. There are ten of us, so-" Jiraiya began.

"Hey, wait a minute," Naruto said loudly. The sage turned to him. "I vote we have some consequences for losing!"

"Why?" The sage asked simply.

"Well, Jiraiya, this is a sleepover. What's a good sleepover without a little risk?" Kakashi pointed out.

"He's right," Sai added.

"Sure, why not?" Asuma said,a challenging grin on his face. "What did you have in mind?"

Naruto looked up in thought for a minute. An idea came to him, and he looked back with a sneer, "how about if one of you three loses, you have to strip!" Naruto pointed to Asuma, Kiba, and Jiraiya.

"Heh, sounds like payback," Shikamaru said, eyes on his master.

"I agree," Yamato added.

"Is that all? Easy," Kiba said.

"Uh-uh," Naruto shook his head, "I mean _really_ strip. Give the winner a show."

Some of the others chuckled, and Asuma snickered.

"Alright, alright, we'll do it. But what about you guys? What if one of you loses? You're already naked," He pointed out.

The men were quiet for a minute.

"They have to run through the halls...??" Gai suggested.

Kiba shook his head, "there's no one around to see it We need something that will embarrass..."

Yamato was taken aback by Kiba's evil ways.

"What about...a lap dance?" The young Inuzuka suggested, "if one of the naked guys loses, they have to give the winner a lap dance."

Many of the men scoffed, while Lee and Sai chuckled.

"No way!" Naruto shouted.

"Well, then we're not stripping," Jiraiya said simply.

Naruto reluctantly groaned, and shook his head. "Fine,we'll do it."

"Great! Then let's begin!" Asuma said loudly, clapping his hands together.

Shikamaru threw Asuma a hat out of nowhere, and the older man looked at his student strangely.

"Everyone's name is in there. We'll have someone come up and pick a name out of the hat to decide their opponent," Shikamaru explained quickly.

The Sarutobi nodded in understanding as Naruto set the deck of cards at a desk where the players would sit.

"Alright...well...who wants to pick first?"

"I'll go!" Jiraiya said, stepping forward. He reached a hand into the hat, and pulled out a piece of paper. Unfolding it, he read the name aloud, "Shikamaru."

The Nara sighed, and sat down at the desk with Jiraiya. The deck was divided into two, and they began to set cards down, one by one.

As it happened, Jiraiya only managed to get five pairs of cards. Shikamaru somehow ended up with the rest as he took the last pair. Their hands were empty, and Shikamaru had the more cards. The younger boy took in a deep breath with relief. Jiraiya groaned internally.

Naruto chuckled at his teacher as Asuma slapped the white haired man on the back. "Looks like you're the first performer up."

The older man reluctantly got up, as some others made him go down into the middle of the room. Shikamaru sat in a desk directly in front of him.

The older man only had a pair of boxers on, but the others encouraged him to drag it out. "Make it good, Jiraiya! Since you only have boxers, try to think of something else!"

Jiraiya almost grinned as he watched Shikamaru squirm. All the other men in the room were watching him intently.

Jiraiya slowly stepped forward, and ran his hands up and down his chest. The white haired sage bit his lip, closing his eyes as his hands went down to grope his hidden cock.

A few whistles sounded from the crowd.

Jiraiya opened his eyes to stare directly into Shikamaru's. The sage turned around, and hooked his thumbs into the waistband of his boxers. He pulled them down just a bit, revealing the top of his firm ass. Jiraiya slowly brought a finger down to tease the area around his ass.

Turned around so no one could see the front of him, Jiraiya pulled his boxers down completely, letting them pool at his angles.

Shikamaru gulped.

The sage put his hands on the desk in front of himself, bending over slightly. He waved his ass in the air.

"Yeah, Pervy Sage!" Naruto said with laughter. Kakashi, Gai, and Lee were all also highly amused, whistling still. Kiba and Asuma clapped their hands while cracking up. Only Shikamaru was quiet.

Jiraiya brought a hand back again, this time pressing a finger against his crack. He quickly bent over all the way, so a set of large balls could partially be seen, and pulled up his boxers to cover everything.

A few groans were heard, and some men yelled for more. Jiraiya turned around, and leaned back against the desk.

Slowly, he brought a hand down into his boxers, and grabbed a hold of his dick.

"This ones for you, Shikamaru," Jiraiya said with a wink, holding back laughter.

He began to stroke himself, and slowly but surely, brought his boxers down at the same time, kicking them to the side.

Now tugging at his dick, he rocked his hips a little. His other hand came down to kneed his large balls. He licked his lips, and pulled on his soft cock one last time, tugging it so hard, and then letting it fall back to slap against his balls.

Suddenly, he stopped, and began to crack up. Jiraiya let go of his still-soft penis, revealing it completely. It was the largest penis any of the men had seen all night, and to boot the largest balls as well.

Jiraiya threw his boxers on the desk, and walked back to the crowd.

"Alright, I've completed my task," He said to them all. He gave Asuma, Naruto, and Kiba a high five, before leaning down to Shikamaru's level. "Eh...sorry if you were uncomfortable, kid. I got a little carried away."

Shikamaru just shook his head, and went to sit with the other men, who clapped him on the back.

"I've got to hand it to you Jiraiya, that was pretty hot. Who's wasn't at least a bit turned around?" Asuma said with a rough laugh.

"Looks like you were, Asuma. A lot!" Kiba said, pointing to Asuma's briefs.

His half-hard penis strained the material, but the hairy man just chuckled. "Look who's talking, kid."

Asuma pulled down Kiba's red briefs all of a sudden, flashing his boner to all the men. The older man chuckled.

The younger boy scowled, pulling up his underwear.

"I'm flattered," Jiraiya said, fondling himself a bit just to torture them.

"How you still aren't hard, Jiraiya, I'll never know," Asuma said to the older man.

"I've been doing this for years. Just stroking my dick for laughs isn't going to work," Jiraiya kept tugging on his meat as he spoke.

"Oh well. Time for the next game. Who would like to go?"

This time, no one volunteered. Most just sat there, looking down a bit.

"Alright, I guess everyone is just too hard to do anything. So I'll go," Asuma rummaged around in the hat before setting it down with a paper in hand. His lips curled up into a smile, "Kakashi."

The white haired man looked up in surprise. Asuma sat down at the desk, and Kakashi reluctantly got up to sit down there as well. His penis jutted out a bit from his body, half-hard.

The two began to play, not saying anything.

Card after card was laid down. They both seemed to have about the same amount of pairs.

Finally, the last pair was laid down, and Asuma snatched it up.

"Lee, count the pairs for us to see who won," Asuma said to the boy who stood right behind him.

The raven-haired boy went through both stacks three times, a confused look on his face.

"Well?" Kakashi asked a little too impatiently.

"Um...it seems...we have a tie," The boy said.

"What?" Gai asked.

"How?" Shikamaru exclaimed.

"Interesting," Sai noted.

"Then...does that mean you both have to do something?" Lee asked.

"Haha, yeah! Let's see it, both of you!" Naruto said with a chuckle.

"But how do we decide who goes first?" Kiba asked.

"Hmm...well, Asuma won the last pair, so that means Kakashi had more cards before he did, right?"

"That's true...right now, the winner is whoever technically won first," Shikamaru pointed out. They all nodded, and looked to Asuma.

"I guess that means I go first, huh?" He asked. They nodded

Kakashi actually grinned a bit. This is what he had been waiting for all night. He went to sit at the desk where Shikamaru had been.

Asuma walked to the front of the room, and began to sway his hips, as if dancing to music.

He lifted up his undershirt a bit, showing a hairy stomach, and a happy trail leading down into the packed briefs.

The hairy man let go of the undershirt, and rubbed his thighs, leaning against the teacher's desk just as Jiraiya had.

No one spoke this time. They were all in their own world. A few men, such as Shikamaru and Yamato, hid from others so they could stroke their hard-ons, watching the show.

Asuma slowly removed his undershirt, pinching a nipple at the same time. He let out a low, fake moan.

His hips swayed a bit fast as he pressed his hands against his dick, mashing them into the hidden meat. He turned around just as Jiraiya had, and shoved a hand into the back of the underwear. He literally began to finger himself in front of the other man, and his briefs slid down to reveal it. His finger plunged in and out of the hole.

Jiraiya and Naruto were sitting next to each other, and the younger boy's long pole was already sticking straight into the air. The older man was actually turned on now, and he stopped fondling himself. His dick began to pulse in his lap, and grow. Naruto turned to look at it, and gasped a bit at its size. He had obviously seen his master naked, and hard, before, but it looked as if it had gotten bigger. The blonde boy groaned a bit, and wrapped his hands around his shaft.

Jiraiya turned to his student, and their eyes met. The older man grinned, "I turn you on that much, huh?"

Naruto didn't answer, just looked back down to the older man's erection.

In the front, Asuma was still turned around with his briefs at his ankles. He had two fingers in his hole now, his pace quickening. He turned his head to look at Kakashi, who's dick was pressed firmly up against his stomach. Asuma had decided that was enough teasing, and removed his fingers, turning around.

His penis was still half-hard as he tossed his briefs and undershirt onto the desk. He looked at all the men.

Naruto was still jacking off a bit, but Yamato and Shikamaru had stopped in fear of others noticing. Every man in the room, half-hard or completely hard, was not soft at all, though.

"Well, how did I do?" Asuma asked with a grin, looking at Kakashi.

The silver-haired man just stared for a minute, but then shook out his daze. "G-Great..."

"It's not over yet. Your turn, Kakashi." Asuma sat down on an open surface stoop, so everyone could see, and there was room for him to lean back.

Kakashi slowly stood up, his erection shaking a bit.

"Remember, its a lap dance, Master. Just a bit of grinding, groping, whatever," Kiba said from off to the side.

Asuma beckoned Kakashi over with a sly smile. The white-haired man saw the look in the Sarutobi's eyes, and decided to try his best.

Kakashi walked up to Asuma slowly, and bent his knees, leaning over the hairy man just a bit.

His boner was level with Asuma's chin, and he slowly thrust his hips forward so it waved enticingly in front of the other man. Kakashi stopped, and turned around to now wave his ass in the other man's face.

Asuma couldn't help it, and brought his hands up to kneed Kakashi's ass. As he groped it, Kakashi lowered himself so he was hovering over Asuma's lap.

The hairy man's cock was so hard and long that it poked Kakashi directly in his hole.

"Mmm, yes," Kakashi said, hiding a smile. Asuma groaned loudly.

"Shit...Kakashi...that's..." Asuma stuttered, his eyes glazing over as his dick now slid up Kakashi's back.

"What is it, Asuma?"

"I want...ugh..."

"What do you want, Asuma?"

"Just...shit..."

"What was that?"

"Your...ass..."

"My ass? You want to put it in my ass, Asuma?"

"Fuck, yes."

Kakashi went to sit on the tip of Asuma's cock again, and ground his ass down.

Asuma nearly lost it right there. That is, until Kakashi stopped, immediately standing up.

"Too bad then," He said simply, walking away from the Sarutobi, and taking a seat next to Gai, who was a little bit hard.

Asuma had a shocked expression on his face as broke out of his lust-filled daze. He looked around at the other men. Some were chuckling at his behavior.

"I never knew you were so vocal, Master," Shikamaru said, teasing the hairy man.

Asuma's eyes fell on Kakashi, whose smirk was hidden by his face mask.

Asuma got up and went to go join Shikamaru near the playing table.

Jiraiya put a hand over Naruto's to stop the boy from jacking off. Naruto looked at him, about to protest, until Jiraiya glared at him. "Don't make a fool of yourself kid. Everyone else here is just as horny, but you don't see them yanking one out, do you?"

Naruto looked around for a minute, and then released his grip on the tan shaft sitting between his legs.

"Uh...okay. That was...weird," Kiba said. He adjusted his red briefs a bit, trying to get his hard-on in a comfortable position. "...I guess we'll continue then-"

The door to the classroom suddenly slid open, and Ibiki, Iruka, Neji, and Shino walked into the room. They stopped in their tracks at the sight before them.

Currently, everyone in the room except for Kiba was naked, and they all had a very hard piece of meat standing at attention between their legs. A deck of cards and a hat lay on a table in the middle of the room. The room went silent.

"What's going on here?" Iruka asked, stepping in front of the larger Ibiki.

"Damn..." Shikamaru muttered.

"Uh-oh..." Lee said to Gai.

Jiraiya noticed all the other men seemed to be at a loss for words, even Asuma. "Nothing! Nothings going on!" He said quickly.

"But...you're all...and your..." Neji stuttered a bit.

"Oh, it's nothing. We just decided to play a little card game and raise the stakes a bit," The white haired sage explained. Others nodded in agreement.

"Why are you and Asuma naked, then?" Ibiki demanded in a gruff voice.

Asuma, still looking down, replied, "unfortunately, we lost our games."

Ibiki was quiet again, everyone feeling his anger.

"Well, that's just too bad then. You two will stay this way for the next activity, then," He told the older men. They both looked up in shock. "We need seven men who are dressed, and seven men who are undressed. Without Choji here anymore, there's enough people for both teams. Now we'll just have to choose two other men to put their clothes back on."

Some of the men breathed a sigh of relief, while Naruto in particular chuckled at his teacher's slight embarrassment.

"Hm...how about..."

"Me!" Naruto shouted, jumping up in Ibiki's face. The older man just pushed the blonde boy to the side.

"Sai...and...Shikamaru. You two seem to not have anything to do with this," Ibiki said, looking at the two.

"Actually, Master, Shikamaru suggested using that hat for the card game. He was as much a part of it as I was," Lee said in determination.

Shikamaru sighed as he glanced at the boy, shaking his head.

"Hm...very well then. How about Sai and Yamato, then? You can take Jiraiya and Asuma's clothes," Ibiki threw the boxers, briefs, and shirt at the two men.

Sai caught the boxers, which were a little big for him, bringing them up over his hips. Yamato was stuck with the underwear, which he reluctantly pulled up, and covered with the undershirt.

"Right then. Now that everyone's ready, get into either the dressed or the undressed group."

Kiba, Yamato, and Sai went to go stand with Ibiki, Iruka, Neji, and Shino.

Asuma, Jiraiya, Naruto, Shikamaru, Gai, Lee, and Kakashi all stood in a small group across from them.

"Very well then, since Iruka, Asuma and I have already acted as 'proctors', Shino will explain the next activity to you all," Ibiki said, standing back to let Shino further explain.

The only one who hadn't spoken the whole night, Shino, cleared his throat before beginning. "The goal of the third activity is to retrieve your clothes. All of the...nude players," Shino glanced at the seven naked men, "will be looking for a player who has clothes on. Once you have caught them, you will be presented the box of clothes. An item of clothing will be chosen at random for you to wear. So technically, even if you caught someone, you could still pick just a shirt out of the pile."

"What about the players who are already dressed. What are we supposed to do?" Kiba asked.

"We will simply be running. Trying to avoid getting caught. If you are caught, there is no consequence, however, if you are caught twice, you must strip."

Naruto grinned at this, "Yeah-hah!"

"Any other questions?"

No one said anything, eager to start.

"On the count of three, then, everyone must immediately leave the room, and begin the activity. One...two...THREE!"

On three, everyone disappeared.


	4. Chapter 4

Disclaimer: I do not own Naruto

Note: I've decided to not update any of my other Naruto stories. I'm sorry to the people who were looking forward to reading new chapters from those stories, but I simply don't have the time and patience to finish them. This chapter itself took me a year and a half to finish and put up. I have a feeling that if I do write another chapter, it will be the last.

!

Kakashi ran along the hallways of the Academy, his eyes scanning the empty corridors.

Earlier, he had almost caught Neji, if not for the Byakugan the younger man had quickly used. Currently, Kakashi still searched the building for anyone with even a spit of clothing.

Now that he was alone, the silver-haired man really took in what had happened tonight. The image of himself grinding on a horny Asuma wouldn't leave his brain. He couldn't believe it had happened, and yet he still felt that huge meat pressed against his aching hole.

A blur ran through an intersection ahead of him, so Kakashi sped up, following the person.

!

"Naruto, that's enough!" Jiraiya nearly shouted at the blonde.

The young boy had reached toward his weeping erection for the fifth time now, and Jiraiya was getting tired of it.

"I told you already, you can't just start jacking off in the middle of the activity!"

"Ugh...why not?" The blonde whined a bit.

"You'll slow us down! If we're gonna make this work, you _have_ to undress the person we catch _immediately. _That way, I can take something from the box, and you can get that person's clothes."

"I know, I know, you've told me about a million times now. It's just annoying...Asuma was right, Master. You don't even notice it!" Naruto said, looking down. Jiraiya followed his gaze to see his own large organ flailing in the air as they ran down the halls.

"And like I said, it's just a matter of control. Sure, I'd like to rub one out right here and now, but if I can get even the smallest thing to cover myself up with, I'll do it."

As he spoke, Kiba appeared in front of them, looking in the opposite direction. Their paces increased, as they came in on either side of the Inuzuka.

"Now, Naruto!"

Kiba quickly turned around to face them as Jiraiya's hand crashed into the younger boy's chest. The brown box materialized onto the ground out of thin air.

Naruto attempted to tackle Kiba, but the dog ninja lifted a foot up, kicking Naruto backwards. And with that, the brunette teleported away immediately, leaving Naruto sprawled on his back.

"Damnit...it didn't work," Naruto said, sitting up. The box caught his attention, and a grin broke out on his face, "but we got the box! Sweet!"

The large brown box now had a cover on it, with a hole just big enough for an arm to fit in. Jiraiya quickly stuffed a hand into the box, and pulled it out after picking an item of clothing.

Naruto barked with laughter.

It was Lee's pair of green briefs. The small underwear dangled in Jiraiya's hand as he stared incredulously at it. "What the hell is this?"

Clearly, Ibiki and the others didn't want them to know what they were choosing.

"It's your new outfit, Master!" Naruto chuckled. The brown box disappeared with a poof of smoke, and the boy gasped. "Wait! No!"

Jiraiya ignored the blonde's complaint, and began to put the underwear on. As he pulled it up over his genitalia, they stretched the fabric by a great degree. Half of his fat penis stuck out of the briefs, and almost all of his snow white pubic hair could be seen as well. "Some use these are..."

Naruto began to laugh again as he looked at his Master, "perfect!"

"Oh, shut up. Let's hurry and find somebody else to steal from."

!

The hallway rumbled as Lee and Gai stormed down it.

"Yeah! Woohoo! Let's find them, Master!" Lee shouted.

"We will, Lee! They won't even know what hit them!" Gai replied.

As they continued to sprint through the building, shouting along, Gai began to notice they were getting nowhere by just screaming their heads off.

"Wait, Lee! Stop!" Both of the men halted. Lee looked up at his Master. "Perhaps we need to change our strategy. Instead of announcing where we are, we should try being quiet. That way, people won't hear us from far away, and we'll be able to get closer to them!"

"Brilliant, Master! You are a true genius!" Lee cried.

The two slowly walked down the hall, not making a sound. As they passed a bathroom off to the side, something caught Lee's attention. He could hear a sink running in the bathroom, and a short gasp.

"Master!" Lee whispered, motioning for Gai to come closer.

They both put their heads against the door to listen in, and indeed someone was inside.

"Maybe it is a dressed player!"

"Maybe..." Gai said. Lee, as oblivious as always, still didn't notice Gai's huge erection, or even his own. Therefore, he wouldn't even bother to think about what one of the naked, horny men could be

doing in a bathroom.

Without hesitation, though, Lee slid the door open, and said, "Ah! Master Asuma, its you!"

Asuma's head snapped up. Leaning against a sink, the large hairy man was currently lathering soap all over his boner. "Lee? Gai?"

"Oh...Asuma, I'm sorry. Lee just-"

"What are you doing, Master?" Lee interrupted.

Asuma let go of his penis with a soap covered hand, and proceeded to wash it in the sink. "Uh...nothing."

"Your penis is very hard! Just like everyone else! Master Gai, even!" Lee pointed to his own erection, and then Gai's behind him.

"Yeah..."

"Why is yours covered in soap, Master? Is it dirty?"

"No, Lee. I was just...ah...lubricating it."

"Lubricating? For what?"

"So...it would be easier to masturbate." A little blush rose on Asuma's cheek, despite his unwavering tone. Gai noticed, and gave a sympathetic look.

"We've all been there, Asuma, don't worry about it." He told the Sarutobi.

Asuma replied with a grin, and a nod of his head, "I may not have the self control you or Jiraiya do, but...damn," Asuma licked his lips, and his erection twitched, "I was almost inside Kakashi back there."

"I understand. Embarrassingly enough, I started jacking off as soon as Jiraiya began to strip. And with you and Kakashi," Gai paused, a blush rising on his cheeks as well, "it was difficult to control myself." Gai's erection rose more and more while he talked. Soon enough, it was pointing straight into the air.

"Yeah, well these proctors aren't helping with the whole clothes thing. And I guess that card game was kind of stupid..." Asuma rubbed the back of his head.

Gai agreed, and looked to Lee. The boy had not been listening to them. Instead, he had been watching Gai's growing erection. The organ pulsed violently as it swung slightly. His genitals seemed to be the size of small golf balls at the moments.

Asuma chuckled that familiar laugh, "looks like I wasn't helping you. Sorry about that."

Gai cleared his throat, "No, it's ok. We'll just be...leaving you now. Come on, Lee."

Lee began to head for the door, still staring at his master's crotch.

"Wait," Asuma called. Gai turned around. "If you really want to, just stay here. We can both rub one out, and then look for clothes together. Teamwork is an important aspect of tonight, as well."

Gai felt himself harden even more, if that was possible, at that thought. "You would really...?" He still wasn't sure if Asuma was kidding though.

The man nodded vigorously, "Like I said earlier, we're both guys. We've already seen each other hard, and you've already seen me make a fool of myself by nearly fucking Kakashi," he replied with a sheepish grin.

Gai glanced at his student, who still wasn't paying attention to them, "what about Lee? I couldn't do that in front of him."

"Just tell him to continue the activity without you, and that you need to go to the bathroom."

Gai nodded. He leaned down to talk to his student, who just nodded. The younger boy grinned, and skipped out of the bathroom. Gai sighed, and looked toward Asuma. "So...how are we gonna do this?"

Asuma motioned for the raven-haired man to come over, "C'mere. I'll prep you."

Gai walked over to stand next to the hairy man, and he tried to make himself comfortable while leaning on the sink.

Asuma received soap from the dispenser, and then rubbed it thoroughly all over his hands. Then, bent down, he grabbed a hold of Gai's penis, and spread the soap evenly.

"Uhh..." Gai moaned, as soon as those cold hands touched his blazing cock.

Asuma went down to the base squeezing it tightly, before running his hands back up to the head. Gai's pre cum leaked from the tip of his dick, so Asuma gently swiped that up with his tongue.

"Asuma! What are you doing?" Gai asked, gripping the edge of the sink firmly. The hairy man didn't look up as he continued to pump the cock.

"Just doing you a favor," Asuma stood up, and washed his hands off in the sink. Now their two cocks were nearly identical, hard, and covered in light blue soap. "So, before we get started, tell me what you like. Something kinky, like bondage, or are you just vocal?"

Gai was quiet for a moment, "Um...what?"

Asuma sighed, "what turns you on? What makes your dick ooze," the man proceeded to squeeze his own penis, "and your balls clench up," he cupped his hairy balls.

"Well...I guess...words," Gai said, trying to restrain himself as Asuma talked about his dick.

"Well then, there we go," Asuma replied, "vocal it is."

Gai wasn't sure what to do then, until Asuma started to stroke his own penis. Gai followed his example hesitantly, the soap slick against his hands. As they began, both of them found a comfortable position, and Asuma looked over at Gai.

"So...words, huh? Like penis?" The man asked with a grin. Gai smiled weakly. ""What about...cock?"

"S-sure..." The raven-haired man answered.

"Nah, I don't think those are it," Asuma said, pumping his cock in unison with Gai now.

"What turns you on, Asuma?" He asked the Sarutobi. Asuma was grinning again.

"Me? Well, naturally I get turned on by a big dick. Seeing Jiraiya up there...almost fucking himself with his fingers," Asuma sped up a bit, and Gai whimpered. "You like _those_ words, don't you Gai?"

Gai didn't answer, simply tugged on his balls as he switched to palming his cock against his thigh.

"Did you like when I did that? When I shoved these fingers," Asuma lifted a hand to lick at his fingers, "up my asshole?"

"Y-yes."

"Hehe. I was imagining it was you," Asuma teased softly now, "I wanted to have your thick cock buried in me. Those balls," he reached forward, grabbing Gai's hanging globes, "slapping wildly against mine."

Gai didn't speak, but instead, reached forward to grab Asuma's balls.

"Yeah, there you go. Ugh...just thinking about it makes me want to..." Letting go of his own dick, and Gai's balls, he wrapped his arm around the other man, and pulled him close. Pushing Gai up against a wall now, and grabbing both of their dicks, he literally humped the other man.

"Shit, Asuma," Gai yelled, wrapping his hands around the other man. He trailed them down the hairy man's back, and found his ass. Without asking, Gai spread the others man's cheeks, and shoved three fingers into the hole.

"That's it," Asuma moaned, rocking his hips faster. "Fuck me with those fingers."

Both of their meaty cocks were covered in sweat, rubbing almost painfully against one another. Gai could also feel their balls mashing together, the hairy scrotum's bunching up with each thrust.

Gai added two more fingers, and Asuma's head fell forward onto his shoulder. Gai then sped up the fingers, shoving them up into Asuma's ass and removing them at lightning speed. The Sarutobi moaned, and moved all of his weight into humping Gai.

They were both so close now. Any minute it would be too much for Asuma and he would blow his load all over the both of them. Gai knew if Asuma went soon he would follow not too far behind. He wished they could continue on forever, but in the back of his mind he remembered they had a contest to win.

Suddenly, Asuma spoke up. "Wait, wait..."

The hairy man pulled back, and Gai almost whimpered. Snapped back into reality, he looked himself and Asuma over. Their crotches and stomachs were smeared with soap while the rest of their bodies were dripping with sweat. Asuma reached back, and pulled Gai's fingers from his ass, letting out a low moan. Gai watched the man bring the digits up to his face and suck on them for a short moment. His own dick bobbed up and down.

"What's wrong?" Gai asked hurriedly.

Asuma smiled, "I think we have an audience."

!

Yamato had only been running for a few minutes when he felt Kakashi following him. He picked up the pace, flying through the hallways of the school. He knew keeping his clothes for this activity was essential, because the next one might be even worse. Besides, he didn't want to be running around naked.

All of a sudden, Kakashi's chakra was on top of him, and he turned quickly before getting tackled to the ground. So much for that plan.

Yamato lay on his back, looking up at the naked Kakashi. The white-haired man sat on Yamato's legs, and his cock and large ball sack rested on top of the lump in Yamato's briefs. The brunette immediately started to get hard, and Kakashi felt it.

"Kakashi...guess you caught me..." Yamato said with a nervous chuckle. He just wanted the man to get off of him so he could go somewhere quiet and finally cum.

"Guess so," The white-haired shinobi replied, letting out a chuckle. He sat there, just watching Yamato's face as the other man's penis began to grow in the briefs, soon creating a tent. Kakashi's own cock and balls still lay on top of that mountain, and the Hatake dragged them down the hidden length as he stood up to grab the box that suddenly appeared.

Yamato sighed in relief, sitting up and covering the tent in his briefs with the undershirt. He noticed with annoyance that Kakashi wasn't even hard anymore.

The scarecrow quickly reached a hand into the box and pulled out a pair of orange briefs, the ones that Gai had given to Naruto. His dick twitched at that, and Yamato took note. An unusually large pre-cum stain decorated the front. Kakashi pulled them on, shoving his junk into the small sack. The combined shape of his cock and balls created a lump that jutted from his body a bit. He shrugged his shoulders, and looked to Yamato. Without a word, he leaned down and grabbed the pole jutting out from the brunette's body, and bent the erection slightly.

Yamato let out a gasp of pleasure, looking into the white-haired man's eyes.

"I suggest you get rid of this before another person finds you. I think we've all had enough with being caught doing things others shouldn't see us doing," He explained to the brunette, almost stroking the hidden erection. Yamato just nodded, and Kakashi released the man's package before giving him a brief smile, and disappearing.

Great.

!

Lee flew out of the bathroom, eager to find clothes for himself and his master. He wasn't really sure what Gai and Asuma intended to do, but he didn't really care as long as they weren't fighting or anything like that. Just as he was about to continue down the hall, he felt a chakra flare up behind a classroom door next to the bathroom. Lee smiled, hoping it was a clothed player, and burst into the room.

Shikamaru sat pressed up against the wall, peering through a hole in it, and fondling his growing erection. Lee noticed the other man squeeze the head of his cock with one hand while the other tugged on his two balls.

Lee's entrance caused the Nara to look up, but the other boy didn't seem startled at all.

"Lee? What are you doing here?" Shikamaru asked casually, still touching himself. Lee felt his groin ache, and he glanced down at his throbbing meat again.

"Shikamaru! I thought you were a clothed player. I can't seem to find any, just you and Master Asuma!" The raven-haired boy replied, walking forward.

"Yeah, well, I gave up on this stupid thing a while ago," Shikamaru explained, turning back to look into the hole.

"What are you doing?" Lee inquired, walking up next to the Nara who sat on a desk.

"Watching our Master's go at it."

"Go at it...?" Lee repeated questioningly.

"Yeah you know, fuck each other. Have sex. Whatever you want to call it," As he said it, Shikamaru grabbed onto his now hard dick and began to pump it up and down.

"Oh...and why are you watching?"

Shikamaru snorted, "Because it's fucking hot. You don't get many free shows as good as this. Well, unless you're Jiraiya."

Lee didn't completely understand, but he knew that Shikamaru was watching something arousing, as the other boy moaned slightly as he stared into the hole, and picked up his masturbating.

"May I see?" Lee asked hesitantly.

Shikamaru looked up at him for a moment, and grinned. "Of course, go to town."

Lee leaned forward over his fellow shinobi, who still pumped his dick, and looked into the hole.

The scene made his penis twitch violently, hitting the desk. Lee felt the ache again, but stronger, and immediately reached down to grab onto his penis.

Asuma and Gai stood opposite each other, each masturbating his own dick. They looked at each other heatedly, and Lee could vaguely hear them talking. Asuma then reached forward, grabbing onto Gai's hairy globes. Lee gripped his dick hard at that, and surprisingly let out a moan.

Shikamaru chuckled next to him. "Hot, right?"

Lee looked at the other boy, who was flushed and panting as he spoke. He leaned back on one arm, the other busy stroking himself. Without thinking, Lee reached forward and grabbed onto the part of Shikamaru's dick that wasn't covered by his hand. The Nara looked slightly surprised, but he only grinned and leaned forward to grab onto Lee's penis. They each let go of their own to touch the other's.

"Let's keep watching, before they finish up," Shikamaru suggested. Lee nodded without thinking, and they put their heads together to stare through the hole, pumping each others dick in the process.

Gai and Asuma were now literally humping each other against the wall. Lee saw his master shove fingers up into Asuma's ass, and he sped up on Shikamaru's dick.

"Shit, Lee, your hand feels amazing," He said, and Lee received a sharp bend of his erection which he moaned loudly to.

Asuma stopped all of a sudden, pulling Gai's hands out.

"What the hell are they doing..." Shikamaru asked.

Lee heard Asuma say "I think we have an audience," and then he saw the Sarutobi look straight at him and Shikamaru through the hole.

!

"Let's stop a minute, I need to take a leak," Jiraiya said as he and Naruto walked down the main hallway of the school. They had been running for an hour or two now, and both men were starting to get tired.

"Ah! Good idea! There might be a clothed player hiding in the bathroom!" Naruto said gleefully, running toward the bathroom. Jiraiya shook his head, and followed the boy in.

The bathroom here was smaller, and there were only a few closed off stalls, and several open ones. Naruto was over at an open one, pushing down his erection to be able to go to the bathroom. Jiraiya let out a loud chuckle walking up next to the boy and pushing the tight green briefs to his thighs. As they both did their business, they heard an almost silent thump in a closed-off stall behind them. Their heads shot up, and they looked at each other for a moment before turning around.

Jiraiya shoved his family jewels back into the tight green briefs, this time his balls both spilling out. He ignored it, however, as he and the blonde-boy walked up to the stall they heard the thump from. Jiraiya immediately felt the mysterious persons chakra rise, about to use a transportation jutsu.

"Oh no you don't!" Naruto must have felt it too, because he brought up his foot and kicked the door open.

Now Jiraiya felt the arousal in his groin.

Kakashi was leaning up against the wall over the toilet, long cock in hand and a stained pair of orange briefs. The same ones Naruto had been wearing earlier. The underwear was pressed to the man's nose, the cum-stained part of it in his mouth. He was stroking the long, pale piece of meat the jutted out between his legs over a pair of silver-coated balls. His mask was pushed down around his neck, and his eyes were the size of saucers.

It was quiet for a few moments. Jiraiya felt embarrassed for the man, but he didn't know if Naruto realized what the other man was doing. Apparently the boy did, because he burst out laughing.

"This is too good! Master Kakashi is jacking off to my underwear!" Naruto barked, clapping like a seal.

Kakashi blushed crimson, pulling the underwear away from his face and trying to put on a smile.

Naruto twisted his hips so his erection swung back and forth tantalizingly in front of Kakashi. "The real thing is right here, Master," Naruto continued, chuckling non stop. He shook his whole body then, his balls bouncing wildly against his thighs while his rock hard erection slapped against his stomach and waist.

Jiraiya rolled his eyes, and reached out, grabbing a hold of the boy's erection to stop it's movement. He bent it slightly, glaring at the boy. Naruto let out a wanton gasp of pleasure, and held onto the stall door for support.

"Naruto, shut up," Jiraiya growled, releasing the sweaty piece of meat. He looked to Kakashi, who was still even harder than Naruto now. Jiraiya's own penis pulsed in the small briefs, and his cock head peaked out of the side. He noticed, and tried shoving his enormous balls back in, but the only caused his hardening dick to press up against the material, finally ripping the green briefs. His genitals spilled out of the material as the torn briefs floated to the floor. "Shit."

Naruto's laughter picked up again at that, and he clutched his stomach as he guffawed. Jiraiya hit him over the head this time, looking back at Kakashi.

"Sorry to interrupt, Kakashi, we thought you were a clothed player," Jiraiya explained to the still-red shinobi. He was covering up his erection now with large hands.

"That's alright...I understand. Just needed to get rid of it..." Kakashi replied, glancing at Naruto. "Your underwear _is_ quite the turn on. I don't know what stimulation I would have used if you didn't cum as quick as a 13 year old."

Naruto blushed at that, fuming, "Hey, it's not my fault! Tonight has just been weird! My dick doesn't listen when I tell it to go down."

Kakashi let out a small laugh, "It'd be odd if it did. Don't worry about it, Naruto, it's natural for you. And it still is for me too."

Naruto snorted, "Master Jiraiya is the only one who can't keep up."

Jiraiya looked at the boy, "Me? Why me?"

"Please, Master! You say you just don't let yourself get aroused, but I think you can't spring wood anymore! I think you're so old that you don't have any more cum!" Naruto said while laughing.

"I bet I have twice as much as you, and I could go even longer!"

"At your age? I doubt it!"

"Well, believe it! You could never keep up with me in that department, little student, so I would give up now," Jiraiya said, crossing his arms and turning to walk out of the stall.

"Prove it!" Naruto yelled back.

Jiraiya stopped, and turned to look at the boy. Kakashi didn't say anything, and he had a cool look on his face, even while covering up a boner. Naruto himself was flushed red, his erection still bobbing slightly. Hundreds of thought went through his mind at once. He knew, as soon as Naruto said it, that he would agree. Screw the competition now. Everyone had seen him strip anyways. "Fine, I will."

With that, he began fondling his fat penis, tugging the soft organ and rubbing his now aching balls. It had been a few days since he last came, and he expected there to be a lot of cum tonight.

Naruto's mouth dropped for an instant, but then he was grinning. "We'll see how long it even takes you to get hard, old man!" He rubbed his already hard erection, trying to get it to full mast.

Kakashi's dick twitched noticeably behind his hands, and he too started to rub the meat against his stomach.

"So how are we gonna do this, geezer? Jack off competition?" Naruto asked, striding forward to stand in front of Jiraiya.

"Too easy, you would lose," Jiraiya replied, a smug look on his face. His dick was growing already, rising out of his fist.

Naruto stared uneasily towards it, "Then what do you have in mind?"

"Stimulation. Whoever can last the longest while getting turned on will win. No masturbation. Just foreplay."

Naruto's face fell. Jiraiya's grin widened. He knew he had gotten the boy. That was a man's death.

"F-fine. What are we supposed to do then?" The boy asked, unwillingly letting go of his now weeping cock. The pre-cum came out in copious amounts, and Kakashi stared at it hungrily.

"We'll just talk to each other. Try to turn me on, and I'll try to turn you on. Whoever reaches for his dick first loses," Jiraiya replied, letting go of his own penis. The thick piece of meat was standing at full attention, a few inches bigger than Naruto's.

"Alright. So..." Naruto was lost, and Jiraiya could see it.

"How about I start. Naruto, how hard are you?" Jiraiya asked, hands on his hips.

"Rock hard, what does it look like, dumbass!"

"And why are you hard?"

Naruto's eyes widened, and his boner twitched. "Well...because...I just am. I don't know, because of everyone else."

"What about everyone else?"

"They're all naked."

"What about that turns you on? Their dicks? Their ball sack?"

"I guess...both?"

"Do you like it when you see their balls jiggling around behind their fat cock?"

Naruto's hands clenched, and he swallowed hard. Jiraiya could see the boy losing faith in himself.

"Y-yeah."

"What about me? Does that mean I turn you on as well?"

"Yeah, sure."

"What about Kakashi?"

Kakashi stopped rubbing his crotch, and looked at them. Naruto looked at his teacher, and down at the man's hands.

"Yeah..."

"How much?"

"A...lot"

"Touch yourself Kakashi. So Naruto can see."

"Hey, that's not fair!" Naruto suddenly burst out, glaring at Jiraiya. But Kakashi had already started.

The silver-haired shinobi began pumping his meat, looking Naruto straight in the eye.

"Do you like watching Kakashi jack off, Naruto? He's thinking about you, you know."

"Wh-...yeah..." Naruto had no words as he stared at his teacher.

"What do you think about when you jack off to Naruto, Kakashi?"

Kakashi was silent for a moment, and then his hand sped up. "I think about his ass."

Naruto whimpered across from Jiraiya.

"I think about sliding my dick into his ass. I bet it's so tight. I bet he would let me cum in it."Kakashi said in a husky voice.

Jiraiya had to stop himself for going to his own dick, and he looked at Naruto, trying to control himself. "Would you let him cum in you, Naruto?" Jiraiya was quickly losing patience with this little game. He knew what he wanted to happen. And he knew Kakashi wanted it too.

"Yes," Naruto replied softly. His hands went to his dick, and floated above it. He knew the game was still on, but the arousal was too much.

Jiraiya took pity on the boy, and walked forward. When he was right in front of Naruto, he grabbed the boy's cock. Naruto moaned loudly, and grabbed onto Jiraiya's shoulders. The white haired man leaned forward next to Naruto's ear. "I'm going to let Kakashi fuck you. Do you want that?"

"So bad," Naruto whispered back, his hands going to his ass, spreading the two mounds to reveal his hole.

Kakashi was wide-eyed, jacking off almost viciously as pre-cum poured out of his cock. He walked forward without thinking, and went to stand behind Naruto.

"Naruto...do you want me to-" Kakashi began, but was cut off.

"Just put it in. Put it all in me. I want your cum inside my ass, Master," Naruto almost sobbed, leaning forward on Jiraiya, hands going down to grip the older man's fat penis.

Jiraiya moaned, looking at Kakashi from the other side of Naruto, and nodded.

Kakashi pushed into Naruto with one great thrust, and the boy yelled at the top of his lungs, squeezing Jiraiya's dick painfully.

"That's it, Naruto. Just hold on to my cock. You'll feel better if you do. Keep touching it. It loves you," Jiraiya whispered, thrusting up into the boy's hand as he pumped the blonde's own weeping dick.

"Yes Mater Jiraiy-UH!" Naruto nearly yelled as Kakashi pulled out and pushed up again with a sharp thrust. The white-haired man had lost all control and dignity that he had ever tried to maintain tonight. Jiraiya smirked internally, at that. He figured, after his little strip tease, it was the same for himself.

Jiraiya felt Naruto knock his hand away from the boy's own dick, and then the blonde let go of Jiraiya's. Jiraiya looked down at him with shock. All he could see was blonde hair at his crotch. Then the blessed warmth came.

Naruto was bent over, gripping Jiraiya's hips as Kakashi pounded into his backside. The teenager had his mouth around Jiraiya's hard cock, bobbing up and down at first, then letting it sit on his tongue, mouth open, as he looked up at Jiraiya.

The Sannin had no words to describe how he felt. He simply looked up at Kakashi, who was leaning over Naruto back, mouth hanging open as he stared lustily at Jiraiya. The older man leaned forward suddenly, and crashed their lips together. Jiraiya chose to grip Kakashi's face for support as he slid in and out of Naruto's salivating cavern. He rubbed his tongue up against Kakashi's as the man moaned into the kiss. Jiraiya could feel Kakashi speed up to an unbelievable speed, his cock becoming a blur as it left and reentered Naruto's hole.

Naruto stopped sucking on Jiraiya's soaked dick, using his hands now to thumb the tip of the head.

"Fuck me Kakashi, fucking FUCK ME. I need you to cum now. I just want you to fucking cum. Make me take your seed. I'm so fucking HARD for you," Naruto screamed, pleasurable sobs coming from him. Jiraiya felt embarrassed for the boy. He was whimpering like a real slut! A slut that you would only ever find in Konoha at the darkest hours of the night. Kakashi complied, however, acting like the kind of _people_ that used those sluts.

"I'm going to cum in you, Naruto. Soon. I'm so close. You'll be filled up with my cum. I want to see it spill out," Kakashi grunted, breaking away from Jiraiya's mouth. He clawed and slapped Naruto's ass, and pulled the blonde boy up so his back crashed against Kakashi's stomach. They stepped together, walking backward until they crashed against a stall door. There they stayed, legs tangled together, Kakashi working at an animal-like pace as Naruto clung on to the top of the stall door.

Jiraiya had nothing to do, nothing to say, at that moment. He simply walked forward after them, and pushed his and Naruto's cock together, humping the boy against Kakashi's body. Jiraiya saw the silver-haired man bite down on Naruto's neck then, and yell into the tanned flesh. Naruto himself reached down to and grabbed Jiraiya's ass, kneading the flesh and pushing the older man into his erection.

"Fuck, oh god, god damn, fuck, Naruto, shit!" Kakashi cursed as he humped frantically, and then stopped, straining to push himself into Naruto as much as he could. He was cumming, Jiraiya could see it in that euphoric face he made.

Naruto did too, yelling in pleasure as Jiraiya squeezed him. "Master, oh master, I'm cumming, I'm fucking cumming," Naruto whimpered as clear white liquid shot from his head, coating Jiraiya's neck and chin.

The two kept moaning for the next minute until Naruto stopped cumming and Kakashi did as well. They panted, eyes closed, Kakashi leaning against Naruto and the blonde leaned against Jiraiya. The white-haired man had nothing to say as he stared at the two. His cock was aching more than it had ever ached in his life.

Kakashi slowly opened his eyes, and looked at Jiraiya. His eyes went down to the older man's cock, seeing that it was still hard and teeming with pre-cum.

"Jiraiya, you didn't..." The white haired jounin said nothing else. He didn't have to. He pulled out of Naruto, and the boy opened his eyes as well, seeming to take direction without any command. They simultaneously fell on their knees in front of Jiraiya, and went to work on his cock.

Oh yes. He would be coming a lot, tonight.


End file.
